ALPHA MODUS HOLDINGS, INC. (AMOD): Nasdaq/NYSE listing notice — Alpha Modus receives Nasdaq delisting notice; enters CEO trust exchange to regain compliance

ALPHA MODUS HOLDINGS, INC.

Nasdaq notice for failure to meet minimum net income, MVLS ($35M), or stockholders' equity ($2.5M); 45 days to submit plan.
CEO's family trust to exchange 3.87M Series C Preferred for 109.59M Class A common shares; lock-up through June 13, 2026.
Exchange contingent on Nasdaq shareholder approval under Rule 5635; shares not issued until approved.
Purpose: increase listed securities market value to regain MVLS compliance and reduce stockholders' deficit.
Delisting risk cited: reduced liquidity, fewer investors, impaired equity financing and incentives.

Key facts

Extracted from this filing and checked against the source text.

Equity Issuances SEC 8-K Item 3.02/3.03 confidence 0.9

ALPHA MODUS HOLDINGS, INC. issued 109,588,265 shares of Class A common stock of common stock to family trust of the Company’s CEO, William Alessi for no additional consideration for the exchange.

Security: common stock
Shares: 109,588,265 shares of Class A common stock
Purchaser: family trust of the Company’s CEO, William Alessi
Consideration: no additional consideration for the exchange

Exact text from the filing

The Common Shares will be issued in reliance on the exemption from registration provided by Section 3(a)(9) of the Securities Act of 1933, as amended, as the Common Shares will be issued in exchange for the Preferred Shares, there was no additional consideration for the exchange, and there was no remuneration for the solicitation of the exchange.

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Listing & Compliance Notices SEC 8-K Item 3.01 confidence 0.9

ALPHA MODUS HOLDINGS, INC. received a nasdaq deficiency notice notice regarding other.

Exchange: nasdaq
Notice: deficiency notice

Exact text from the filing

April 6, 2026, the Company received a written notice (the “ Notice ”) from the Listing Qualifications Department of The Nasdaq Stock Market (“ Nasdaq ”) indicating that the Company no longer meets the $500,000 minimum net income standard, the alternative minimum market value of listed securities of $35 million (“ MVLS Standard ”), or the alternative stockholders’ equity of at least $2.5 million required by Nasdaq’s Rules. The Notice has no immediate effect on the listing or trading of the Company’s securities, except that an indicator will be displayed with quotation information related to the

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Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

ALPHA MODUS HOLDINGS, INC. entered into Exchange Agreement with the family trust of the Company’s CEO, William Alessi (effective 2026-04-08).

Action: entry
Agreement: equity purchase
Counterparty: the family trust of the Company’s CEO, William Alessi
Effective: 2026-04-08

Exact text from the filing

On April 8, 2026, Alpha Modus Holdings, Inc. (the “ Company ”) entered into an exchange agreement (the “ Exchange Agreement ”) with the family trust of the Company’s CEO, William Alessi, pursuant to which the trust will exchange an aggregate of 3,870,000 shares of Series C Preferred Stock (the “ Preferred Shares ”) for an aggregate of 109,588,265 shares of Class A common stock

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ALPHA MODUS HOLDINGS, INC. filing history →

Source: SEC EDGAR

accession 0001493152-26-016183

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